Audit and Access Rights. In accordance with Section 3.13, Owner shall have the right to have Owner’s Tax Consultant audit the Books and Records of any member of the Contractor Group or any Subcontractor or Sub-Subcontractor to confirm that all Louisiana Sales and Use Taxes paid by any member of the Contractor Group or any Subcontractor or Sub-Subcontractor in connection with the Work are properly owed under Applicable Laws; provided, however, if the determination of the proper amount of such Louisiana Sales and Use Taxes assessed on any one or more items of Equipment is dependent upon knowing the actual cost incurred by any member of the Contractor Group or any Subcontractor or Sub-Subcontractor for such item of Equipment and the compensation of such item of Equipment is included in the Contract Price or in any lump sum Change Order, that portion of the audit devoted to reviewing the actual cost incurred by any such member of the Contractor Group, Subcontractor or Sub-Subcontractor for such item of Equipment shall be performed by Owner’s Tax Consultant. The Parties agree that (unless the amount of Louisiana Sales and Use Taxes properly payable for an item of Equipment is subject to audit, litigation, arbitration, subpoena or summons issued by a Governmental Instrumentality) Owner’s Tax Consultant shall not disclose to Owner the actual cost incurred by Contractor or other member of the Contractor Group or any Subcontractor or Sub-Subcontractor for any item of Equipment included in the Contract Price, but the Parties agree that Owner’s Tax Consultant may report to Owner the proper Louisiana Sales and Use Taxes properly payable under Applicable Law.
Audit and Access Rights. In addition to the obligations set out in Sections 12.10 and 16.1, Supplier will, and will cause its Subcontractors to, permit Rio Tinto and the Relevant Company to have access to any of their premises, accounts, books, records, correspondence, receipts, vouchers and other relevant documents and data (including documents stored in electronic form), and to interview their Personnel in connection with the Supply, as necessary, to verify, monitor and audit:
Audit and Access Rights. The parties recognize and agree that information will need to be shared between them and verified for purposes of effectuating the terms of this Agreement and, after the Effective Time, for the purposes of business operations and tax and other regulatory purposes. Each party shall permit the other parties and their representatives reasonable access to its books and records to verify any calculations made hereunder and for use of such information for legitimate business, tax and regulatory purposes. At the expense of the requesting party, each party shall have the right to conduct a reasonable audit of the other parties’ books and records as reasonably necessary to verify any such calculation.
Audit and Access Rights. (a) In addition to the other rights set forth in this Agreement, Retailer shall, subject to the confidentiality provisions set forth in Section 11.4 hereof, (i) permit Bank and its officers, employees, attorneys, accountants and/or regulators during normal business hours with reasonable advance notice, in such a manner as to minimize interference with Retailer’s normal business operations, to examine and audit operations and audit, inspect, copy and make copies of all of the data, records, files and books of account (including non-financial information) under the control of Retailer if such operations, data records, files and books of account relate to any obligation of Retailer under this Agreement, including any calculation required to be made pursuant to the terms of this Agreement and as required by Applicable Law and (ii) use commercially reasonable efforts to facilitate Bank’s exercise of such right (including obtaining any consents that may be necessary or desirable to avoid a breach of any contractual obligations). Retailer shall use commercially reasonable efforts to deliver any document or instrument necessary for Bank to obtain such information from any Person maintaining records for Retailer. The cost and expense of any such examinations shall be expenses of Bank. Notwithstanding anything to the contrary contained herein, Retailer shall not be required to provide Bank or any other Person with access to information or records to the extent that such access (A) is prohibited by Applicable Law; provided, however, that to the extent that access to information or records is so prohibited, Retailer (x) shall notify Bank in writing regarding the law or regulation which prohibits such access and (y) shall deliver to Bank copies of all requested information or records, redacted as may be necessary to comply with the cited law or regulation or (B) could reasonably be expected to cause Retailer to be a consumer credit reporting agency as set forth in the Fair Credit Reporting Act. Retailer shall use commercially reasonable efforts to facilitate the maximum level of access by Bank in light of constraints under Applicable Law. No action taken by (or on behalf of) Bank pursuant to this Section 11.6(a) shall diminish or obviate any of the representations, warranties, covenants or agreements of Retailer contained herein. Employees of Retailer shall be permitted to be present during the exercise by Bank of any of its audit and access rights under this Section 1...
Audit and Access Rights. (i) Buyer acknowledges that, in addition to their rights (and the matters) described in Section 1.9(a)(v), Sellers shall have the right to perform periodic audits (not to exceed one (1) in any calendar year) and examinations with respect to the CFS Portfolio and the CFS Portfolio Records, for purposes of verifying compliance with the covenants made in Section 1.9 and Schedule 10, and Buyer agrees that in connection with such audits and examinations upon reasonable (but no less than five (5) Business Days’) prior notice to Buyer, any Seller or its authorized representatives will be permitted during normal business hours to examine, inspect, and make copies and extracts of, the CFS Portfolio Records and any and all other information relating to the CFS Portfolio in the possession or under the control of Buyer and/or its Affiliates. Buyer also shall make available to Sellers a knowledgeable financial, accounting and/or portfolio management officer, as reasonably requested by Sellers, for the purpose of answering questions in respect of the CFS Portfolio, or any applicable part thereof. Sellers shall pay all out-of-pocket costs and expenses incurred by Sellers in connection with Sellers’ activities pursuant to this Section 6.10(f) (“Audit Costs”).
Audit and Access Rights. During the six (6) years from the Completion Date, the Purchaser will permit the Vendor and its duly authorised agents access on reasonable notice during normal business hours and, at its cost, to take copies of, the accounting and Taxation records and correspondence, tax returns, correspondence with Taxation authorities and all accounting records and work papers certified by the Vendor's Accountants as necessary to complete the Vendor's or Geotek's tax returns relating to any accounting period ending on or before the Completion Date, subject always to the Vendor and Geotek and their duly authorised agents agreeing to keep such records confidential and to use them only for the purposes of the Taxation returns of the Vendor or its Associates and subject to the Company holding such records.
Audit and Access Rights. A. Upon reasonable prior written notice, or upon such notice as is otherwise specified herein, and at their expense (such expenses not to include HPS' labor, legal, accounting costs, and the like), Midwestern and/or CGLIC or their agents shall have the right to conduct periodic audits of HPS' Group Policy administration, underwriting, marketing, compliance, market conduct, and claim operations at the offices of HPS, and Midwestern and/or CGLIC shall have the right of access to HPS' premises during normal business hours for such purpose. If Midwestern and/or CGLIC choose to conduct an audit at their own offices, HPS shall, upon request, ship all necessary records (or complete and accurate copies thereof) to the designated Midwestern or CGLIC office, at the expense of Midwestern or CGLIC.
Audit and Access Rights. SECTION 6.A.
Audit and Access Rights. The parties recognize and agree that information will need to be shared between them and verified for purposes of effectuating the terms of this Agreement and, after the Effective Time, for the purposes of business operations and tax and other regulatory purposes. Each party shall permit the other parties and their representatives reasonable access to its books and records to verify any calculations made hereunder and for use of such information for legitimate business, tax and regulatory purposes. At the expense of the requesting party, each party shall have the right to conduct a reasonable audit of the other parties’ books and records as reasonably necessary to verify any such calculation. X. DELIVERIES ON THE DISTRIBUTION DATE The parties shall cause to be delivered to the appropriate party on the Distribution Date all documents reasonably necessary to effectuate the intent hereunder, including the following: 10.1
Audit and Access Rights
